


Restoring the Past

by BaeBeyza



Category: Transformers - All Media Types, Transformers: War for Cybertron Trilogy (Cartoon)
Genre: Alternate Universe - Canon Divergence, Angst, Bottom Megatron, Emotional Hurt, Enemy Lovers, Friends to Lovers, Hurt/Comfort, Lovers To Enemies, M/M, Moral Dilemmas, Sticky Sexual Interfacing, Unresolved Emotional Tension, Unresolved Romantic Tension, Unresolved Sexual Tension, eventually all get resolved
Language: English
Status: Completed
Published: 2020-10-19
Updated: 2020-10-19
Packaged: 2021-03-09 05:00:14
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 16,844
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27109129
Author URL: https://archiveofourown.org/users/BaeBeyza/pseuds/BaeBeyza
Summary: He was hoping, wishing, for Megatron to see more reason than Optimus Prime did, so they could do what they once fought for together: save Cybertron.And only because of that and nothing else did Ultra Magnus find his way to Megatron’s colosseum.
Relationships: Megatron/Ultra Magnus
Comments: 8
Kudos: 31





	Restoring the Past

**Author's Note:**

> Taking the Siege story up to the point of when Ultra Magnus surrenders to Megatron and taking the wheel from there - hope you enjoy! ~  
> Thanks to @mypersonaleversong for beta reading <3

All Ultra Magnus wanted was to instil peace. The war went on for far too long, far too much of Cybertron laid in ruins, and far too many lives had been lost.

And he just couldn’t understand why it had to happen. 

Why had his friends turned against each other? How had the bond they shared broken into pieces? 

Megatron had other plans; Getting rid of those who controlled Cybertron before wasn’t enough for him; he wanted to control her in return with his own rules. One extreme would be replaced by another.

But he insisted on it, saying it was the only right way for Cybertron and her people, going so far as slaying Alpha Trion when the latter tried to stop him.

Optimus Prime, in turn, called for resistance and Ultra Magnus had to choose -- choose between two of his closest friends. 

No. 

Between his close friend and his lover. 

And in the end, his sense of duty and honour made him realise he didn’t have to choose. He just stayed on the path he was before.

The path for freedom.

Their first revolution, their first reason to pick up arms and fight and rise together against tyranny, was for freedom.

The only difference? Now it was Megatron who they fought against. Megatron lost track of their shared path and became the tyrant himself. 

Megatron, the mech he loved…

Ultra Magnus didn’t dare think too much about the spark break of the situation. It wasn’t worth thinking about when there was so much more on the line than his feelings. He was but one soldier, and what he thought and felt didn’t matter.

  
But even though he was certain he was on the right path by aiding Optimus Prime and the Autobots against Megatron, he couldn’t ignore how this ever-growing conflict only destroyed more of Cybertron and her people: the reason he fought for in the first place.

He had to re-evaluate his stance on the matter.

Ultra Magnus fought for Cybertron, but fighting only brought her more into chaos and destruction. Fighting, that was the problem.

Fighting continued until there was a winner, but once it was over, would there even be anything left to win?

If they kept on fighting until all of Cybertron became nothing but a hollow husk in space, what was the fight even for?

What would be the point of living in freedom if there was no life to live?

And so Ultra Magnus tried to make Optimus see reason -- at the very least Megatron had a treaty for the fighting to stop, but Optimus kept on his path to fighting back.

It was more admirable, it was: Optimus’ unwillingness to give up. He was the one chosen by the Matrix, and the Matrix would only choose a warrior with unrelenting willpower and determination.

But the matrix was an object, not a person with thought.

The Matrix didn’t care for the state their homeworld was in. It didn’t care for the sacrifices, the loss and the misery they all lived in. It only cared to give Optimus the strength he needed to fight.

But Optimus didn’t have the wisdom.

And for Ultra Magnus, the only wise thing right now would be to end the fighting so that they had a future to look forward to. 

And alas, Optimus Prime was stubborn and refused to sign the treaty. It wasn’t just him, however; many Autobots would never agree with it either. They didn’t want to live in tyranny before, and they surely didn’t want to do so now with a different tyrant.

And yet, Ultra Magnus thought, there must be a way to solve this problem. Solve it without violence, come to some sort of agreement to make it all stop. For Cybertron’s sake.

For the sake of every Cybertronian. Even Megatron.

Ultra Magnus still didn’t dare to put his feelings at the forefront of his processor. He refused to let the thoughts of having to defeat Megatron, should this conflict continue, cloud his judgement. And yet he couldn’t always ignore the dread that crept up his systems when those images would float across his vision.

Megatron killing Optimus Prime. Optimus Prime killing Megatron.

Or the worse image -- himself killing Megatron. 

Optimus Prime would fight until Megatron no longer functioned, Ultra Magnus was sure of that. He was a warrior and would fight until the bitter end. But Optimus was weaker than Megatron. Always had been. 

In a straight fight, Ultra Magnus doubted that Optimus would come out victorious. 

The only way to win, the only way to ensure freedom, would be for himself to take on Megatron. To kill him himself.

To kill the mech he loved. 

Or be killed by the mech he loved.

Once again Ultra Magnus pushed down his feelings -- what he thought wasn’t of any importance. His fear of fighting Megatron didn’t matter.

All that mattered was that they survive as a race and restore their planet.

He was hoping, wishing, for Megatron to see more reason than Optimus Prime did, so they could do what they once fought for together: save Cybertron.  
  
And only because of that and nothing else did Ultra Magnus find his way to Megatron’s colosseum.

\---------------------------------

Ultra Magnus couldn’t remember how long it had been since he saw Megatron in person. He saw him in the newscasts, in propaganda posters and letters, and recently in the stored footage of the latest battle between him and Optimus Prime.

  
He didn’t think he’d had any reason to find anything but the tyrant Megatron: The tyrant who every Autobot hated, the cause of all their suffering. 

One part of his processor-- the one that kept screaming at him to go back, to not engage with Megatron, to just realise what a bad idea this was-- that part was hoping that he would see Megatron as nothing but the tyrant he was.

  
To make a quick escape again, to just turn around and keep on fighting. Just see that nothing good could come out of this.

But that is not what he saw. 

He saw beautiful crimson eyes and the serene expression that always made him forget about everything but the mech he was looking at.

Megatron, who was surprised to see him, optics going wide for a second and shoulders slumping down.

And then there was something else - a silent sign coming out of Megatron’s intake. His frame relaxing and his head dipping a little lower. And just at the corner of the right side of his mouth, his lips turning upwards for just a little moment. So little a moment that most people wouldn’t even notice it. But Ultra Magnus did. 

And to his detriment, that little smile was enough for Ultra Magnus to forget all the warning signs and thoughts of turning back. All logic drowned out by the waves of his deep-buried desires. 

A little hope reached out that said yes, he could make this work. He could talk Megatron into seeing reason, he could make them all sit down and compromise.   
  


He could save Cybertron.

After all, what other choice did he have?

\----------

“Ultra Magnus,” Megatron said, “I am not sure how to feel about your little visit.”

They were alone, seated on opposite sides of a large, clean table in the colosseum's meeting hall. Like the table, the room itself was clean as well, free of the stench of spilt Energon and scorched metal. 

Megatron’s voice was calm and measured, deep and slow. It sounded like the way he talked during his speeches and broadcasts to address the people of Cybertron: a fake voice to appeal to the masses. It wasn't the soft, natural tone he had used for Ultra Magnus in the past. 

Being addressed with that voice felt foreign to him. And it made him curl inwards a little, defensive.

“I had hoped you would feel relief. I am just here to talk, not to fight.” 

“I see that.” Megatron narrowed his eyes at Ultra Magnus, contemplating. “Prime would have never sent you here. You came on your terms.” A clear statement.

“Indeed.” Ultra Magnus began, “Optimus and I have our disagreements.”

Ultra Magnus saw Megatron’s expression change slightly, a swift raise of his optical ridges and his lips twitching into a small sneer - _What else is new?_ At the sight, he couldn't help but pause for a second to shrug his shoulders a little in a silent _You know him, friend._

Catching his previous train of thought, Ultra Magnus continued, “But there is one thing he and I -- no, we all agree on--“ He straightened his back strut and stared into Megatron’s optics directly. “We all want this war to end.”

Megatron’s optics narrowed yet again. “You are correct, Ultra Magnus. However,” he leaned backwards, crossing his arms, “What can we do about this? Tell me, please. I did my part; I wrote a treaty, one that Prime refuses to sign.”

“Because its contents are not acceptable for him and many Autobots.” Ultra Magnus said, trying to keep his voice even. “But we can compromise.” There was no change in Megatron’s expression or stature, so he continued, “If we all sit down and talk about it, we can surely come to a conclusion we can all work with.”

Megatron regarded him, barely changing in expression or posture, except for a helm tilt. And then, for reasons Ultra Magnus couldn’t tell, his expression became softer.

“What makes you so sure we can achieve that?” He stopped talking in that fake voice. Talking in the way Ultra Magnus was used to - soft, quiet, emotion enveloping each word.

The change caught Ultra Magnus off guard. He was surprised about the shift when their conversation had not changed in tone. And yet, upon hearing that familiar tone, Ultra Magnus relaxed his frame, getting rid of the tension he wasn’t aware had built up.

“Megatron, I repeat -- we all want the fighting to end.” He heard himself taking up a softer tone as well, leaning forward and curling his servos into fists on the cold desk. “If we don’t reach a compromise, the war will continue.”

“I agree,” Megatron said with a nod, and Ultra Magnus actually thought he succeeded, but then “That is one way to end the war. But winning is just as valid an option.”

Ultra Magnus growled at that, feeling irritation and anger rising. “Fighting to win is the problem! If we continue then there will be nothing left to fight for.”

“Magnus,” Megatron began, voice still soft, as he stood up from his seat, far more quiet and calm than one would expect from him: “Cybertron will always be worth fighting for. You know that as much as I. Did we not fight for her side by side?” 

Ultra Magnus didn’t answer immediately; instead, he stared at Megatron’s optics. There was sorrow in them. Most likely the same sorrow Ultra Magnus felt himself.

“Yes, we did.”

“And you never suggested we try to compromise with _them_.”

“Because they weren’t--!” ‘You’ was what Magnus wanted to say but stopped himself. He turned his gaze downwards, cursing himself for letting his feelings take the upper hand. This wasn’t about Megatron; it was about Cybertron.

“They weren’t _what_?” Megatron inquired, the tone never changing, beginning to walk towards Ultra Magnus. 

“They weren’t approachable. They wanted us dead and denied our rights. They wanted to keep it the same pit hole as it was for millennia. You and I fought for a bright future, Megatron.”

“And we still want a bright future, Ultra Magnus.” Megatron came to a halt several meters in front of him, casually leaning on the desk.

“There will be no future if we keep going as we are right now.” Ultra Magnus said, looking up into dimmed, still-soft crimson optics. It honestly unnerved him. 

“Things, as they are right now, will indeed lead to nothing. But--” Megatron sat on the desk now, bringing himself closer to Ultra Magnus while still having the high ground. He was too close for comfort and Ultra Magnus felt small for once as he leaned away from Megatron looming above him, just a few meters apart-- “instead of staying with Prime, you could instead help me win this war.”

Ultra Magnus optics shot wide and that forgotten anger from before rose again. “What?” He stood up, him looking down on Megatron now: “Do you think I would betray Optimus and the Autobots like that? Leave them at your mercy?”

Ultra Magnus was slightly shaking from the anger Megatron’s words provoked out of him, but Megatron himself remained as calm as he was before. As soft as he was before. Ultra Magnus clenched his fists tighter and let out a quiet growl at Megatron’s lack of reaction.

“No, Magnus, I don’t think you will. Not yet.” 

“What--” Before Ultra Magnus could finish his sentence, Megatron was already up, stalking away and calling someone over his comm. and saying in his damned fake voice: “Jetfire, bring our guest to our finest prison cell.”

\--------

  
When Ultra Magnus heard the term “finest prison cell,” he was thinking about an actual prison cell. A solo prison cell, with a berth and a sink. Some energon treats perhaps since it was supposed to be the finest one. Maybe even with glitter decorated prison bars or rainbow sparkling force-shields. Not _this._

Jetfire, after putting stasis cuffs on him, brought him to a normal looking berthroom. The walls were a warm yellow colour, The berth itself was spacious and topped with fluffy looking mesh pillows. Next to the berth was a window outlooking the vast lands behind the colosseum. No bars attached on the outside of it, but that wasn’t necessary -- even without his armour, he could never fit through it. On the right side was a door that he assumed led to a washing rack and on the left side was a big chair and a desk, datapads and styluses neatly placed on it. 

  
There was also a vase with red crystals in it, and the only thing Ultra Magnus had, sarcastically, expected -- energon treats. 

Ultra Magnus had to suppress the urge to just yell _What is this?_

 _  
_ Did Megatron think he could bribe him with niceties to his cause? Ultra Magnus was an enemy soldier, a prisoner of war, Primus dammit, not a guest coming by!

He was still shocked about his _fine prison cell_ when Jetfire turned him around to remove the stasis cuffs, pushed him wordlessly inside the room, and closed the door. Ultra Magnus could hear a mechanism locking the door, so at least Megatron didn’t forget that part of the definition of prison.

Growling, Ultra Magnus turned around again, looking at the chair and then the berth. The chair looked inviting, being turned away from the desk and towards him, so he wouldn’t even need to move it to take a seat. 

  
The berth looked even more promising; the Ark had many private rooms, yes, but none were truly big or comfortable. Most of the berths were just thin slabs of metal that looked and felt like they could break at any moment. 

Most of the power of the Ark went into the cloaking mechanism, and so the Autobots had to do without warmth. This room was heated to a comfortable temperature and the pillows promised more of that. 

And the most important aspect of the room, one that he also noticed in the meeting hall - it was clean. 

It wasn’t that the Ark didn’t have any cleaning supplies at all, but they were limited. They could never get rid of the sickening smell of leaking energon from wounds or the stinging stench of burnt metal, no matter how many times they wiped the energon of the floor and walls and how many times they swept the metal pieces away.

And this room...smelled good. Pleasant. Ultra Magnus recognized the scent coming from the crystals on the desk.

He couldn’t tell how Megatron had gotten hold of such crystals. Sure, there were plenty around before the war and rebellion, but they found no hold on the battlefield Cybertron had become. 

Against all judgement, Ultra Magnus walked towards the desk to take a closer look at the crystals. The sweet and fresh fragrance grew stronger the closer he came. Looking at them, however, Ultra Magnus realised that they weren’t clear. They were cloudy and dull. Some were even cracked. 

But there were also clear signs of caretaking. There were cut stems of what Ultra Magnus assumed had been crumpling blooms. He could even see new stems with the beginning of a new, shiny crystal growing out of one. 

Any Decepticon could have been the one to take care of and maintain this vase of crystals. However, Ultra Magnus thought back to an event he had completely forgotten about. When their rebellion was at an early stage and Megatron had not spent much time on the surface yet, when they hadn’t known each other for long.

Alpha Trion had encouraged him to take Megatron outside and show him more of what Cybertron had to offer, things that weren’t just dirt and stone to be chipped away. 

And so Ultra Magnus had led them to a crystal garden nearby.

It wasn’t that big of a deal. It was pretty small, the crystals were not neatly placed in any particular order or motive, and there were only two or three different kinds of crystals anyway.

Ultra Magnus had seen far more impressive gardens in his life. 

Megatron had not. He had never seen one. 

Megatron was mesmerized beyond belief. Ultra Magnus had seen his optics going wide and his mouth opening in a very faint _wow._ Megatron had knelt immediately to touch the crystals, drawing nearer when he noticed the smell coming out of them and then being transfixed at the glow and shining play of colour the crystals produced under direct sunlight. 

Ultra Magnus had knelt besides Megatron as well, shifting his gaze between the crystals he didn’t see as anything special- and Megatron’s awed expression. The brightness of his optics appeared even brighter by how open they were. A genuine smile that never ceased and whispered words of wonder. 

Ultra Magnus had lost track of how long they had sat there, how much time Megatron had spent just toying with mere crystals. And how much time Ultra Magnus had spent watching Megatron toying with mere crystals.

Just like Megatron had back then, Ultra Magnus found himself toying with the crystals that were placed in his prison cell. 

Ah yes, his prison cell. 

Standing upright again and stopping his grinning -- oh, why was he grinning? -- Ultra Magnus confirmed his guess that Megatron was most likely the person to take care of these crystals. It even was the same type of crystals as some of the ones they had visited for that first time. Small, sharp edges, growing in all directions and a deep crimson red. Also, Megatron was sentimental like that, it made sense for him to own some.

Ultra Magnus turned around and looked at the room he was in yet again. This time he also noticed the sound-- or more accurately, the lack of sound. It was simply quiet. No screams from the medbay, no calls for help from Autobots in other regions, no arguing over energon, no questions, no commands. 

Ultra Magnus gazed out of the window and could only see the night sky and the two moons. Walking closer and trying to see what is below him, he couldn’t see anything but the lights illuminating the dark streets leading to the colosseum. From this angle, he couldn’t even see any guards. 

Looking upwards again, gazing at the beautiful star-filled sky, he could almost imagine that no war was waged outside of these walls.

Walls he was trapped in as a prisoner of war. 

Anger arose in Ultra Magnus again. He turned away from the window, clenching his teeth and fists.

Was this Megatron’s plan? Keep him in this nice room to make Ultra Magnus forget about the battles and bloodshed that happened outside?

This was humiliating. Ultra Magnus was a warrior, for Primus’ sake, bound by honour, not some delicate softbot that needed to be sheltered. He was a prisoner and should be treated as such, not given more comfort and care than he got from his faction!  
  
After kicking the berth, Ultra Magnus sat on the floor. No way was he giving in to these luxuries his mechs couldn’t have, that most people on Cybertron couldn’t have. 

Whatever Megatron’s plan was, he would never give in.   
  
\---------

  
This was insufferable. 

Ultra Magnus sat there doing nothing while nothing happened around him. Just him alone inside this damned room. 

He knew in theory that something was bound to happen. At some point, Megatron would come here to do whatever manipulation tactic he came up with. And he guessed to also tend to the crystals. 

But who could tell _when_ Megatron would come. Ultra Magnus sure had no idea; the stasis cuffs had ruined his chronometer, and now the only thing telling the time was the sky outside. He couldn’t even see the sun from this small window, so he could only tell day and night apart, not the specific hour.

What grated on Ultra Magnus, however, was the lack of knowledge of what was going on around him. One might assume that in a colosseum full of people and soldiers in which broadcasts were done frequently, he’d at least hear something from outside this room. But so far there was no such luck.

No footsteps from behind the door and walls, no loud booming voice coming from a speaker, no hushed voices of conversation between Decepticons--, just silence.

Ultra Magnus knew it hadn’t even been that long since he was stuck here, less than a full day, but it already felt like so much more when he had nothing to do and nothing to distract him with. He was still aware of the datapads on the desk but refused to do anything with them. Megatron wouldn’t give any other prisoner datapads, so Ultra Magnus shouldn’t have them either. 

And so he just sat on the floor, doing nothing but wait.

  
He guessed at some point after his thoughts just blanked out, he fell into recharge, as he startled awake at the sound of the door’s lock mechanism working. 

_Finally_ , Ultra Magnus thought as he got up to his feet, waiting patiently for the door to open and reveal whoever it was that came to visit him.

And he was greeted by a gun aimed at him, the gun of a guard. Though the gun was not the only thing the guard was holding up; he also had a cube of energon in his servo, one that he nonchalantly threw at Ultra Magnus. 

  
Ultra Magnus caught it, and while he was inspecting the cube, he already heard the door closing again accompanied by the lock mechanism. 

No small talk for him then, just like a prisoner should be treated. 

Looking back at the closed cube, he saw the richness in its colour. Swirling it around a bit he could also tell it had a thick consistency, not like the watered down energon the Autobots had to get by with. 

Did all Decepticons get energon of this quality? 

He knew they were much better off than the Autobot resistance, but with Cybertron in this state, he doubted all of them would get energon like this. Most likely only the high ranking officers got this luxury. 

And Ultra Magnus himself. 

_Just what is Megatron thinking?_ Yet again Ultra Magnus became angry at Megatron’s...whatever it was that he was doing. 

Bribery? Flattery? 

Whatever it was, Ultra Magnus would not fall for it, and so he placed the unopened cube next to the energon treats, which he refused to touch as well.

  
He was hungry and looking at both the cube and treats made him realise it more than before. But still, he refused to consume anything his own Autobots didn’t have. If Megatron wanted him to eat, he would have to give him low-grade.

Forcing his gaze away from the desk, Ultra Magnus walked to his previous sitting spot and presumed to sit and wait again for something to happen, realizing that this encounter with the guard he couldn’t even recognize by how fast they disappeared again, couldn’t even have taken 1 minute of his time. 

He honestly wouldn’t have minded if the guard had decided to talk with him. At least that would have distracted him a little. Instead, he was sitting on the floor again, waiting, doing nothing but counting his intakes and imagining the ticking of a clock. 

When he heard the lock mechanism work for the second time, he wasn’t in recharge but got startled just the same as the first time. 

Looking outside the window, he could see the stars again, so a few hours must have passed. 

Again he got up to brace himself against whoever he would see, waiting for the door to fully open. 

And this time it was Megatron coming through the door.

\----------

Megatron didn’t speak, didn’t even look directly at Ultra Magnus, and it made him nervous. Ultra Magnus felt his spark beat a little faster as he watched Megatron's gaze wander around the room, from the desk to the berth.

“You haven’t touched anything,” Megatron said with his soft voice, sounding disappointed but unsurprised. 

“Doesn’t seem like you expected me to.” So at least Megatron wasn’t delusional. But Ultra Magnus wasn’t sure if that was a good or a bad thing.

“No, of course not.”, Only now did Megatron look at Ultra Magnus, expression melancholic. “You are the same as always.”

Ultra Magnus frowned, pushing down any deeply buried feelings that dared try to climb up. Well, calling them deep-buried was an overstatement at this point. 

His gaze turned down and then towards the crystals on the desk, Ultra Magnus sighed and said in a quiet voice, “Not sure if I can say the same for you.”

There was a long stretch of silence in which neither of them moved or made much of a noise. Ultra Magnus still had his helm turned away. He didn’t want to look into those sad optics. 

At some point, Megatron did draw nearer towards him. 

Ultra Magnus felt Megatron’s warm servo on the right side of his helm, gently urging him to look at him. 

It made dread rise from deep within Ultra Magnus.

Megatron shouldn’t be gentle with him. They should be enemies. But Ultra Magnus came here with the intent to stop their conflict, didn’t he? So Megatron treating him like a friend was a good sign. Except that it wasn’t, because he refused his proposal at sitting down with Optimus to talk! And he wasn’t treating him like a friend either, the look on his optics was something else…something Ultra Magnus knew all too well. 

He gritted his teeth and closed his optics, resisting Megatron’s gentle push. He knew he couldn’t take what he would see in Megatron’s optics. 

“If you have something to say, say it.” He said then, turning away from Megatron in one swift motion, breaking the touch, so his gaze was turned towards the wall and Megatron had to take a step back to not get hit by Ultra Magnus’ shoulder.

Megatron didn’t answer but didn’t move either. They just stood there in silence for a while yet again. 

Without seeing him, Ultra Magnus had no idea what was going on inside Megatron -- was he angry, was he still sad, was he planning on attacking him? That last thought made Ultra Magnus think that maybe he should turn around and look at Megatron again, but he didn’t trust this little voice to be his voice of caution. And so, using all his willpower, he kept his gaze and body turned away from him. 

A heavy sigh broke all of Ultra Magnus’ thoughts, followed by the words “Magnus, I...this room isn’t supposed to insult you.”

_Still talking about the room._ Ultra Magnus made a noise of annoyance. He knew what the room was meant to represent, but he didn’t want to hear Megatron say it. 

“Do you always talk to your prisoners about the cell you put them in?” 

After a beat of silence, Ultra Magnus could hear Megatron sigh again, quieter this time. “No, I do not.” 

“Then don’t do so with me either,” Ultra Magnus said, voice stern enough that he dared to turn towards Megatron again, hoping that he would have enough self-control to not let his feelings get the better of him again.

  
By the time he looked into Megatron’s face again, all traces of sadness were gone, as well as in his pose and voice when Megatron said: “Fine.” And with that he turned away from Ultra Magnus himself, surprising him.

Ultra Magnus watched him stalk to the desk, pull a small container out of his subspace, and pour the liquid inside of it into the vase of crystals. He watched this while a familiar warmth filled his tanks and frame, and for once, he didn’t push them away immediately. 

Megatron cared about a thing as simple as a few crystals. 

This was a fact he knew that others didn’t. Didn’t know or didn’t care about. Ultra Magnus knew how the Autobots felt about Megatron. Optimus, who knew him as well as Ultra Magnus did, now viewed him exactly as the others did: a tyrant, a power-hungry monster, a sparkless dictator. 

And maybe it was true. 

But even if it was, it wasn’t all he was. That side of Megatron Optimus gave up on still existed. The caring side who only wanted what was best for Cybertron. Who looked at everything he saw as precious and worth fighting for. 

Just this once, Ultra Magnus allowed himself the pleasure of letting his feelings be heard. Because it served as a reminder of what he tried to achieve by coming here. 

“Megatron,” he heard himself whispering, not sure what he wanted to say. Megatron turned his helm in his direction with a curious expression, tilting his helm to the side a bit when Ultra Magnus didn’t continue immediately. 

Ultra Magnus looked at the ground, thinking of anything he could say, and instead said something completely different: “If the war came to an end,” he began, now looking in the Megatron’s optics for the first time since he came inside, “would you plant those crystals into the ground outside?”

Megatron’s expression didn’t change, not really. But Ultra Magnus knew he was thinking his words through, gazing at the crystals in question before answering.

“If the ground outside can support them again.”  
  


\------------------

Megatron didn’t stay long after that short conversation.   
  
It seemed like he didn’t have much of a reason to visit except to see if Ultra Magnus was using any of the luxuries in the room. 

After nurturing the crystals he simply said, “I can’t stay here much longer, but tomorrow morning we can discuss a little bit more about the situation outside.”

Ultra Magnus had to admit, despite how uneasy and stressful Megatron’s presence was, the idea of him leaving again after just a short time was somehow even more unnerving. So he tried to get a little bit more talk out of him: “About that -- is there anything about the outside that I should know about?”

“No.” Megatron answered without pausing while walking towards the exit. 

“Did nothing happen, or do you just not want to tell me?” Ultra Magnus asked again, perhaps a little louder than he intended.

But Megatron wasn’t phased by it and said while closing the door behind him, “Nothing happened. Recharge well.”

And he was gone. Ultra Magnus was alone again. 

He stood there still for some time, not sure what to do. There was a lot of tension that built up in his frame, hot and cold pressure between every seam. 

Being alone would have usually been the perfect opportunity to calm down both his mind and frame, but at this moment the solitude made him only feel more stressed. Trying to get some air through his intake to cool his frame down only seemed to make it hotter, making him force more air through it until he was panting. 

His vents felt clogged by the heat while his frame was starting to shiver from the cold. 

Still trying to calm down his mind and frame, he started pacing around his room in circles. He wasn’t sure what he should do with his arms, so he pulled them around his chassis and held tight. 

But even the pacing didn’t seem to work, as he only grew faster and frantic in his steps, hands leaving his arms to clasp his helm until he sat down.

The place he sat down against wasn’t the wall, however; it was another door. After leaning against it and feeling it giving in, Ultra Magnus suddenly remembered again that there was indeed another room that he hadn’t given much thought to. 

Looking behind him and opening the door fully, he saw a clean-looking and shining wash rack, just what he guessed it was when he first came here.

There was a pleasant smell coming from it and he could see bottles of different polishes and waxes. Those he surely wouldn’t use. 

Also, he just had to finally ask himself, how come Megatron even had these things? Why did he have this room? 

Who lived here before it became his cell? 

The crystal implied it was Megatron’s, but he honestly didn’t look like he would use any of these products. Ultra Magnus got up to take a closer look and could tell these various bottles were never opened either. He wondered if Megatron used this room at all, and if he didn’t, why did it exist?

Perhaps Ultra Magnus could ask when Megatron decided to return. If he returned…  
  
The little distraction of “discovering” the wash rack took some of the anxiety from him that was eating at him just a few moments ago, but didn't change anything about his situation. He was still alone and isolated, just inside a little extra room now.

A shower sounded nice though, but he wasn’t sure if he should have one. Back on the Ark they had wash racks, but couldn’t use it for a long period. Also, they didn’t have any warm solvent. 

If he took a shower here, it would only be five minutes at maximum and a cold one, which suited him anyway. He needed something to cool down.

And so he did decide to take a shower, closing and locking the door behind him -- not that it mattered, but he felt better that way -- and went under the showerhead. 

The stream of solvent wasn’t warm, but wasn’t as cold as he was used to it on the ark either, so he turned the temperature down. When he felt that the temperature was as cold as it should be, cold enough to feel like ice and make him shiver, he let his helm clang to the wall and closed his optics. 

He was tired.

_Recharge well._ Megatron’s words floated through the fog in his processor. Was that supposed to be sincere or was Megatron mocking him? Just one thing that always irritated him about Megatron; you never knew if he was joking or not.

On the other hand, he at least appreciated the sentiment. He couldn’t remember the last time someone said that to him. The war brought everyone to a certain edge. There wasn’t much place for polite words and friendly banter. Especially not with him. 

He was their military commander, the one they owed their respect. And unlike Optimus, he wasn’t one to be overly friendly and chatty with people, so respect was the only dynamic between him and most of the Autobots. And because the Autobots only had respect for him, they didn’t dare try to be familiar. 

Optimus himself, drowned in his responsibilities and demons under the pressure of war, had mostly lost his delightful and cheery personality. He would never let go of his optimism and faith, but it was clear that he had lost parts of himself to the war. It showed more in his relationships: he was far more distant from everyone, including Ultra Magnus and even Elita.

Just more reasons for the war to end. Though even if it did, Ultra Magnus doubted that those wounds would ever heal. 

Ultra Magnus switched off the shower. He didn’t know how much time had passed, he just guessed it must have been at least five minutes. Looking for something to dry himself up, he found some cloths that were far too clean for his liking, nothing they had on the Ark, so he just stepped out of the wash rack with solvent still streaming out of his frame.

_Recharge well,_ yet again he thought of these words. 

In that berth, he was sure he could recharge well. But he still wouldn’t do it. And so the cold ground it was. Lying down, still shivering from the cold shower and shivering even more from his wet frame, he tried his best to simply fall to recharge. 

At least then time would fly by faster.

\---------------

  
Ultra Magnus couldn’t say if he did recharge well. He kept waking up at random times during the night. Sometimes normally, but other times he awoke while jerking upwards, thinking something was happening, and it took him a few minutes to realise that nothing had.

  
No alarm went off; no one woke him up because he was needed somewhere; there were no sounds of bots being carried to the medbay.

Just silence and solitude. 

Every time he awakened, it wasn’t that hard to fall to recharge again thanks to his general exhaustion, but with every time he grew more frustrated. The cold and hard ground didn’t make staying in recharge any easier, and neither did his hunger. 

The hunger became unbearable at one point and did prevent him from falling into recharge. He kept thinking back to the cube of energon and the treats on the desk, but he still refused to take them. After all, he knew from experience that the sudden intense pain of hunger would pass, he just needed to be patient. And bring his thighs to his stomach and press them hard against it. 

And waiting for what felt like an eternity did the trick in the end; the pain subsided and he was able to fall to recharge again. 

When he woke up for the last time, it was daytime. He felt more rested than he had all the other times.

Even though he had nothing to do, he still decided to get up-- daytime was daytime after all-- but while he tried to get up to his feet, his vision turned black and he sat back down again. _Take it slow, Magnus._ Given the dizziness, he decided to wait a few more minutes before he tried to stand up again. The ground felt comfortable at that moment. 

_Wait for a second…_   
  


He looked at the ground and noticed a mesh sheet under him. 

_When…?_ The confusion was suddenly replaced by vague memories from last night. 

Memories of one time he woke up, but without being fully conscious. He remembered the sound of someone moving and the feeling of being moved, but before he could open his optics he was already laid down again.

Ultra Magnus covered his optics with both servos as he remembered the sensation of digits coming down on his helm and stroking him-- no, caressing him, and a quiet voice making a _shushing_ sound. 

And the thing he could not remember was the digits ever leaving his frame. 

Groaning, Ultra Magnus pulled his legs closer and rested his helm on his knees in frustration. Megatron had been here. How wonderful.

Touching the mesh sheet under him, he could tell it was soft and warm, and even though he still felt the hard ground underneath, it was far more pleasant to sit and lie on than without it. 

The thought that this was just another flattery tactic did occur to Ultra Magnus; however, if Megatron just wanted to pamper him he could have picked him up and put him on the berth. He knew Megatron was strong enough to do so and, he might not even have woken from it. 

But Megatron didn’t do that; he had respected Ultra Magnus’ wishes. This wasn’t an act of pampering, but one of caring. 

Ultra Magnus tensed up, gripping his knees and groaning into them. Why did Megatron have to make this so difficult for him? If Megatron cares so much, why can’t he listen to him and just talk with Optimus to work towards an end of the war? Megatron doesn’t even want to cause suffering, why is he so persistent in doing exactly that by continuing to pursue the Autobots? Why is he so persistent in being the tyrant everyone saw him as?

Ultra Magnus was so lost in his thoughts that the touch on his servo startled him. 

Pushing his helm up he saw beautiful crimson optics looking into his, a neutral expression turning softer the longer they held the optic-contact up. 

“Megatron, when-”, when did he come here? Ultra Magnus heard it the last times when the door was unlocked, the mechanism was pretty loud, so why didn’t he hear it this time? It then hit him that he never heard it get locked the evening before either when Megatron had left him alone…

“Wait, the door was open the whole time?” Ultra Magnus said while getting slowly on his feet, ignoring how it took him more effort than expected. Megatron, who had knelt on one knee in front of him, followed. 

“Yes, it was. Figured it wasn’t necessary to lock it.”

“What’s that supposed to mean?”  
  
“You’re still here.”

“I didn’t realise it was open!” 

“And you didn’t check to find out if it was.” Megatron kept his tone neutral the whole time, but that last sentence had a little bit of humour in it, as he said it with his optical ridges turned up and lips pursed slightly. It just served to make Ultra Magnus angrier.

“You can’t just let a prisoner stay in an unlocked place, Megatron. That goes against everything a prison stands for.”  
  
“You know that better than anyone else, which is why I trust you to never attempt an escape.” Megatron dared to smirk: “That would go against everything a prison stands for.”

“So would punching your incarcerator in the faceplates, but you’re tempting me to do just that!” Ultra Magnus hissed and even brought his fist up. This was a tone that usually made whoever he was talking to take a step back, shrink down and apologize. 

But of course, Megatron wasn’t so easily intimidated. The slagger.  
  
“By all means, Magnus, if you want to fight, the arena is just outside.” Megatron’s optics turned up in brightness and he had a smug look on his face. Anyone else would think this to be a provocation, but Ultra Magnus knew Megatron well enough to know that he would enjoy nothing more than a good fight. 

Ultra Magnus himself didn’t enjoy fighting and he was sure Megatron didn’t enjoy the war and it’s battling, however, he knew that Megatron did enjoy the act of fighting a lot. When it was against a good friend.

Ultra Magnus had indulged Megatron in this aspect a lot in the past, fighting against him in fair combat, whether it was training or just for pure fun. Even if Ultra Magnus didn’t have much fun during combat, witnessing Megatron’s delight and happiness was worth it. But not something to do right now.

“No thank you. Shouldn’t we discuss the situation outside?” 

To say that Megatron was disappointed wouldn’t be a correct description. Instead, he just lost the air of humour around him, turning back to the serious tone he usually had. Ultra Magnus couldn’t say he didn’t miss its loss, but he wasn’t here to humour anyone. Even if he wanted to.

“Fine. Let’s talk then.” Megatron turned around walking towards the door and Ultra Magnus followed, but since the universe decided that his frame didn’t deserve anything, the mesh sheet under his feet made him slip forward, crashing into Megatron. 

He was ready to at least catch himself on Megatron’s shoulders, however, he didn’t manage to gather enough strength in his arms to hold his weight. If it wasn’t for Megatron catching him, he would have landed face-first on the ground. 

For a moment his vision started to blur and he felt weak. He again tried to prop himself upright on Megatron’s frame but found he didn’t have the strength to do so. So it was up to Megatron to help steady him: “Magnus, are you alright?”

  
Ultra Magnus noticed that his legs were shaking from the effort, and his vision hadn’t yet returned to normal: “Yes, I’m fine.”

This would pass, just like the hunger pains, soon his strength would come back. To prove it he removed himself from Megatron’s grip to stand again on his own, but Megatron reached out again.   
  
“I’m fine, Megatron.” Ultra Magnus said while shoving Megatron’s servos away. And yes, the sudden faintness ebbed away and he could stand on his own again, with no fogginess in his processor or vision. “Let’s go.”   
  
Megatron didn’t move though, looking at him with a sceptical expression. Narrowed optics, mouth slightly opened in a frown. He then turned his helm towards the desk and Ultra Magnus saw his optics widened. He was not looking forward to the conversation he knew would follow: “You haven’t fueled.”   
  
“Give me low-grade and I’ll do it.” Megatron’s expression shifted, but if it was anger or frustration, Ultra Magnus couldn’t tell.

“Low-grade isn’t going to be enough for your frame type.” 

“It’ll be enough, don’t worry.”  
  


“That cube would do much better!” Megatron almost yelled this time. Almost. His voice was still calm and neutral but was shaky and strained. 

“If you want me to fuel at all,” Ultra Magnus started, barely containing his urge to yell, “you’re going to give me low-grade. I will not take anything my Autobots cannot have.”

“How is starving yourself going to help the Autobots in any way?”

This time Ultra Magnus did yell: “It’s not! I want to help them, but I cannot!” Bringing both fists up, he resisted the urge to slam them unto Megatron’s shoulders: “Trying to end this war is the only thing I can do. I came here to ask you to help _them!_ Not because I want you to help _me!_ ”

Megatron gritted his teeth before yelling back: “You came here for peace talks, all the while the Autobots keep resisting! If Prime and the others would just cease their pointless resistance, they wouldn’t suffer at all!”

“Then just invite them to peace talks yourself! You can end this war!”  
  
Megatron's expression got darker and his voice quieter, but no less angry: “Prime has already refused my treaty, what has _he_ ever done to end this conflict?” Ultra Magnus wanted to say something, but Megatron cut him off: “And don’t tell me again to adjust the treaty, I have my vision of Cybertron’s future and all those who do not want to live in it can burn in the pits!”

Megatron’s words cut through Ultra Magnus like a burning blade, and so did his own: “I don’t want to live in your Cybertron either, so why don’t you throw me into the pits!”

Megatron didn’t yell back. Instead, he looked taken aback, with an expression Ultra Magnus couldn’t quite read. Surprise, wrath, horror, frustration. He was grinding his teeth together, frame shaking even before he began: “You are-”  
  
“-an Autobot.” Ultra Magnus said with as much firmness as he could muster: “Just like Optimus.”   
  
Ultra Magnus could barely stand the look of Megatron’s optics. He saw rage still seething from them, but they were also hurt. 

Megatron was hurt. 

There was this voice inside Ultra Magnus’ processor again, the one that knew from the very beginning that this whole plan was a bad idea. Telling him that this didn’t matter. Nothing Ultra Magnus said was news to Megatron. Nothing has changed. Megatron being hurt doesn’t matter at all, considering what pain he caused to others, the very reason Ultra Magnus didn’t choose his side!

It was the voice he should know better than to ignore, but if he was smart about anything related to Megatron, he wouldn’t be here in the first place. 

However, whatever stupid thing his feelings would have made him do, he never got the chance to even consider them. Megatron hid his expression by looking down, frame tense and shaking, but managed to get it all under control within seconds. Most of it anyway.

When he looked up again, Ultra Magnus could still see the rage, frustration and pain in his expression, but Megatron simply said: “Well then. Looks like we had our talk about the situation outside.” After one last final look into Ultra Magnus’ optics, he turned around saying: “You made your point for now.”   
  
“Megatron, wait-”, Ultra Magnus wanted to call out after Megatron, but he ignored him, almost ripping out the door while opening it and slamming it close hard enough to make the wall shake. 

\--------------

Alone. Ultra Magnus was alone again. Alone for who knows how long. 

The tension and stress coursing through his frame were even worse than the day before. It wasn’t just the fact that he would spend a long time alone and isolated again, it was also about the unreasonable guilt he felt. 

The urge to reach out to Megatron, comfort and embrace him, was still present. And there was nothing he could do about it. Megatron left in rage and pain and Ultra Magnus could do nothing about it. 

He fell backwards on the ground- the mesh sheet and just sat down holding his helm in his servos. 

He was shivering from everything, the tension, the guilt, the stress, the hunger, the weakness. It was eating him from the inside out and there were no comforting thoughts he could ease his mind with.

At least he had some kind of reassurance the day before. Megatron had left saying he would return the next day. Something to look forward to. 

Now? Megatron left enraged without any hint as to what he planned to do next. No indication when he would come back, let alone _if_ .   
  
And if he came back, what would he do? Try to talk again? Finally, throw him into a real cell? Throw him out of here entirely? Kill him?

Ultra Magnus didn’t even know what he should prepare for!

  
Not to mention that he still didn’t know what happened outside. Were the others well? How did they cope without him? Did they even know he was here?

Here in this mockery of comfort, a seemingly eternal silence with no future to think of. With nothing to think of but how he was stuck inside it!

There was again the desperate need to cool down his frame while it felt like freezing up at the same time. The anxiety made him feel nauseous, making him want to lie down on his side, reminding him of the mesh sheet Megatron had placed under him when he was having difficulty recharging because of the cold, which in turn made his guilt rise again because he yelled at the mech who showed him more care than anyone else had in years- 

Ultra Magnus muffled a scream into his servos.

He would have thought managing an army during these times would be the most stressful part of his life, but he couldn’t be more wrong. With the Autobots he had responsibility, to train them in combat, teaching them how to shoot and maintain their weapons. He was needed all the time, he had to make decisions, he had to be the strong commander that was needed for the others to look up to.

And he just left them to their own devices. 

If he ever returned, would they think him a traitor? Would they understand why he left in the first place? Would they forgive him? 

What if something horrible happened because of his absence? Something he could have prevented? All the Autobots he knew to be alive when he left could be dead by now and he wouldn’t even know it. 

He knew nothing. Nothing. Just absolutely nothing reached him here. He could do nothing from here. The Autobots were out there fighting for their lives and he could do nothing to aid them in some way. Nothing he could do in this room would have any impact on anything.   
  
Why was here, just why was here? He didn’t come here to leave his bots alone, he wanted to help them! Save them and anyone else on Cybertron from the war by ending it!

Was he?

Was it really because of Cybertron? Wasn’t it just his selfish wish to not fight against Megatron? Being a lovesick pathetic excuse of a warrior who let his feelings take the wheel.

No, that wasn’t it, he wanted to end this war for everyone’s sake, and that included Megatron’s! The mech who caused all of this in the first place- 

The mech who just wanted to be free from the chains that were holding him down to the bottom of society. The mech he loved for his determination and willpower, but also the soft core beneath the outer layer of manufactured confidence and strength. Megatron did what he thought was right. 

But what he did wasn’t right. 

The war wasn’t right, the fighting wasn’t right, Megatron wasn’t right and neither was Optimus for his stubbornness!

How could that fool be so faithful that everything will be alright and that everyone should just trust him? He had no idea what he was doing, no plan to save Cybertron at all! Only caring about defeating Megatron as if it’s a holy duty he must fulfil. Optimus wasn’t right.

Who was right? 

Was he right? He thought he was. 

No, he didn't. He knew this wouldn't end well. He knew Megatron wouldn’t just do what he offered. He knew him too well to have ever believed he could be so easily turned away from his goals. 

But Ultra Magnus did it anyway, for what? To prove himself right? To escape the war? To feel better about himself? Or just to satisfy his pure selfish longing for a mech everyone hated and who did nothing but cause problems!

And he couldn’t even satisfy that! Megatron was gone, would likely never come back and just let him rust here or die from low fuel because of how _worthless_ he was! 

He couldn’t help his Autobots. He couldn’t help Optimus. He couldn’t help Cybertron and he couldn’t help Megatron. 

He couldn’t do anything right for anyone, not in this cell and not even when he was still outside. His one attempt at doing something right led to even more pain than before. Megatron was hurting and his Autobots were out there dying because he wasn’t there to protect them. 

Ultra Magnus had to do something but he could never, everything felt like it was his responsibility and he couldn’t keep up. 

Everything fell apart and he had only himself to blame. 

Another scream was muffled by his servos, followed by sobs and whines. Tears were rolling down his faceplates and he couldn’t resist the urge to hit his helm backwards against the wall.

  
He had hoped the pain from the hit would bring him back to reality, but in this raging storm that went on and on without mercy in his mind and frame, it was barely noticeable. 

\-----------

When Ultra Magnus came back to some sense of clarity, he knew his mind must have blacked out at some point. Empty with no thoughts.

Not that having clear thoughts was any better than that. 

He was lying on his side unmoving, arms wrapped around his frame. His frame felt calmer, but he couldn’t attribute that to actual calm. No, his frame was just too exhausted and low on energy to keep up with the stress. It was only with effort that he managed to turn his helm around enough to look through the window. He couldn’t focus his vision, however, so it took him a while to get anything from what he saw. Orange, magenta, dark blue. 

Dusk.

He lost the entire day to nothing but being miserable. And he thought he would never reach Optimus’ level. 

What did Optimus always do when he was sad? Ah right, _As long as we have sparks inside of us, there is hope._ Having faith. The problem with faith was that you have to believe in _something._

Ultra Magnus had no idea what he should hope for. Ending this war was a goal that felt so far away from his reach. He’d be lucky to just reach the next dawn alive at this point.

…

…

…

…

...

_Oh, what was this pathetic thinking!_

Groaning Ultra Magnus struggled to get on his knees and hands to push himself on his feet. It was horrible and painful, but he picked himself out of worse battles. He had it all worse before. 

He had worse breakdowns than this.

With a lot of effort to get his heavy legs working and his entire frame from falling back down again, he made his way to the door. He never heard Megatron lock it. 

And he was right - the door was free for him to open. 

Holding it wide open and steadying himself on the doorknob for a few seconds he wondered what he was even doing. What could he possibly do outside in a giant building he didn’t know, full of people ready to shoot him the second he was spotted, all while being in a weakened state like this? He couldn’t even fight.

But if there is one thing he knew that he could do outside of this room, then it was knowing that he could do absolutely nothing _inside_ the room! And that was reason enough to leave it. 

Doing nothing never suited him anyway.

Going outside the door led him to a hallway that ended with another door to a large foyer.

Supporting himself on the wall he made his way to the door at the end of the hall with heavy and slow steps. His ability to focus his optics had not returned, but as it was he could make out enough to not walk into something. 

As Ultra Magnus drew closer to the end he wondered if Megatron had at least locked this door or if his dear _captor_ was an idiot. The door was not locked when he got to it, so idiot it was. But Ultra Magnus remembered that Megatron could still have a guard watching the door, with orders to either shoot or tackle him on sight. He opened the door without a second thought.

No bot to be seen. _Fragging idiot._

He wasn’t alone, however - for the first time in what felt like an eternity he could hear people. Hear their steps, their conversations muffled by the walls and the sounds of their frames. There were no Bots to be seen on the platform he was on, but just hearing something that wasn’t himself felt like the removal of plugs out of his audials. Who would have thought it possible that having to hear people not doing their work would feel like a relief to him.

Looking around he saw two staircases he could use, one leading down and the other leading up. If he remembered correctly, the meeting hall he and Megatron had their peace talk in was downstairs, so he went upstairs. Curiosity and all. Even if walking up all those stairs seemed like torture in his weakened state, but he was up for the challenge.

It wasn’t a long way anyway, so even if it did exhaust him a great deal, at least he was done with it swiftly. 

And he did not regret his choice - He could hear Megatron’s voice from one of the rooms in the new hallway he found himself in. He was still not entirely sure what he wanted to do, but whatever it was, it included Megatron, and he would not stop now.

After his panting and the burning sensation in his legs had calmed down, he moved forward towards the room he heard Megatron’s voice coming from. It wasn't far away and its door wasn’t closed. The closer he dragged himself, the louder the voices became. He couldn’t make much sense of what was said or who else was in the room with Megatron. Not that it mattered. 

However, before he reached the open door frame he noticed the voices going silent. It was because of said sudden silence that he was able to hear just how loud and heavy his steps were. Even the servo he supported himself on the wall with was causing loud noises. So they noticed him approaching.

One voice called out: “Who’s there-”, but went silent once Ultra Magnus reached the door frame, leaning against it while he took a look inside.

He honestly couldn’t make much out of what he saw, but he knew where Megatron was thanks to his shining light coloured armour and that was all that mattered. 

Before Ultra Magnus could say anything, Megatron shouted: “Don’t shoot!” to someone. He couldn’t make out to whom he said it, but he did hear a loud clang of metal and another one against the wall to his left side, followed by clattering on the ground - Megatron must have hit a gun out of someone’s servos.

“Ultra Magnus, what are you doing?” Megatron’s words were not easy to place. Ultra Magnus did try to focus on Megatron’s face so he could make out what expression the other wore, but he couldn’t concentrate on it for long enough. And the sound of his voice was...it was his fake voice. He was talking in it to his men in the room and that was likely the reason why he still used it.

But there was an uncertainty to it. He didn’t speak with confidence, a slight tremble in his words. Was it from surprise? rage? Worry? 

Knowing him, it was probably all three and more. 

“What am I doing?” Ultra Magnus managed to spurt out, his voice sounded rather raspy and throaty and his tongue felt heavy: “Proving you wrong, for one.”

Pushing himself off the door frame he gathered all his strength he had left to walk towards Megatron: “I _did_ escape.”   
  
One of the people he couldn’t recognize shouted at him: “You didn’t escape, you’re still here in the colosseum!”

“Shut up, Barricade.” Megatron hissed and then said to Ultra Magnus: “Magnus, why did come- just what is wrong with you? How come you are _that_ weak!” His voice was no longer faked, he was talking with genuine worry. Ultra Magnus saw him come nearer with his arms in the open. 

If it was because he thought Ultra Magnus would faint, then he was correct.   
  
Ultra Magnus vision was no longer just blurred, the room and everything in it appeared to be moving. He became extremely dizzy, his helm started pounding and he didn’t know how much longer he could keep his balance.

But before he would faint, resulting in either being brought back to that cursed room, restrained in a med-bay or _dead_ , he had to use these few moments of freedom he had left.

“I may be weak,” He started, using sheer willpower and spite to keep standing: “but still strong enough to punch you in the face for isolating me in that fragging room,” he gripped Megatron by the shoulder, both to not fall over and to have enough leverage to pull his other arm and fist up: “and for being a fragging idiot!” 

With that, he swung his fist with as much weight as he could muster to hit Megatron right in his damned, beautiful face. 

Unfortunately, his world faded to black before he could tell if he even hit his target or not. 

\------------

  
Floating in darkness was Ultra Magnus’ best description of what he was going through. Just no thoughts at all, only serenity and calm. But still an edge to it, the vague sensation of being able to drop at any moment.

He was without orientation as the world around him became clearer and clearer, and even when he thought he was finally conscious, he still couldn’t quite recall anything.

His visual feed didn’t give him much if anything. He wasn’t even sure if his optics were open. If they were, he just saw something dark.

  
A fresh and sweet smell hit his olfactories, one he recognized but couldn’t quite figure out. Focusing on it made his helm hurt. 

Dizziness still roamed through his frame, but after he tried to focus on it he could tell he was lying on his back, soft and comfortable. Except for his arms. His right one felt stiff and trying to move it caused him to feel a stinging pain. He tried to focus more on that but found he couldn’t come up with an explanation as to what was happening there.

His left arm however was enveloped in pressure but also warmth. Especially his servo. 

And then there was the sound. 

Someone was talking. Or was it two people?

He couldn’t tell anything, because the noises made no sense to him, even though the words began to become clearer for him to hear. What were those words and who spoke them? What was even happening?

At some point, there was a _thud_ sound and Ultra Magnus was sure that under normal circumstances he would know what it was, but his processor couldn’t give a clear answer in it’s floating state. 

Then there was silence. No voices. 

Ultra Magnus wasn’t sure if he stayed conscious at all, he felt like he was floating in a body of water, drowning for the most time but coming to the surface occasionally. 

The only thing that he was able to keep track off was the warmth and pressure on his left arm and servo. 

The touch - was it a touch? - never felt the same. 

It would stay consistent for a while, then some of the pressure would get tighter or looser, the warmth would shift slightly and leave him freezing where it left. There was one particular sensation that he found to be soothing, a circular pattern was being drawn on the back of his servo. Slow and caring. 

At the back of his processor, he had a vague idea what the sensation was, but felt like thinking about it would distract him from the comfort and calm it caused within him, so he didn’t bother and just relaxed, letting it happen. 

At some point the circles drawn on his servo ceased, the grip around it got stronger and his forearm was lifted for the back of his servo to be pressed against a new surface. 

That was also when the sound came back, one of the voices came back. And this time Ultra Magnus could even make out what was said:

“Magnus…forgive me...”

The voice was a cracked whisper. The words were followed by a tremble in his arm.  
  
“I was a fool, I should have known better…”

There were no more words spoken after that. The tremble in his arm kept going however and grew more frantic as the grip got even tighter than before. Even though he heard no more words, he still heard sounds of tensed metal creaking together and sometimes a noise that sounded like a choked sob. 

Those noises were the ones that piqued his rising curiosity the most, and he forced himself to finally focus on his surroundings, to get the fog out of his floating processor.

His optics had been shut, so now he opened them with great effort. He saw a ceiling and had a dreadful feeling about where he was. A slight turn of his helm to the left upwards confirmed his guess.   
  
He saw the small window again and behind it the night sky. That room again. 

  
Well, he could have another breakdown about that later, right now he didn’t want to think about that. So he shifted his helm again to get a closer look at his right arm, the one that felt so stiff. He saw a big infusion bag filled with bright energon, a tube attaching it to his arm. 

  
Well, he guessed it was necessary. It had been a long time since he managed to fuel up, even before he got here. He always managed to get just enough in his system to function correctly, but it had been ages since he was on 100%. Or 50%.

And at last, he got a look at his left arm - and at Megatron.

Megatron held his servo tightly in his own, pressing it against his forehelm. 

Ultra Magnus couldn't see Megatron’s face, but the body language of slumped down shoulders and his helm and upper frame hanging low gave him an idea of what expression he must have had. Not to mention the visible tension and tremble. And the silent sobbing. 

Oh, this wasn’t an image Ultra Magnus ever wanted to witness. 

He had in the past, multiple times, and each time it was a painful thrust to his spark. He wanted to move his right arm, place it on Megatron's helm and bring his entire frame nearer for a tight embrace. But he couldn’t move his arm.

Megatron himself kept his position without ever looking down - must not have realised that Ultra Magnus was awake - and it hurt Ultra Magnus deeply that he couldn’t do anything to comfort him. 

He had an idea to shift his left servo a little, to let Megatron know he was indeed awake, but at that moment Megatron decided to get up on his feet.

Standing upright he still had Ultra Magnus’ servo held in his own, but turning towards the exit he was just about to let go. 

_No!_

Desperately Ultra Magnus tried to cling to Megatron’s digits before he could let go of him. His frame was still weak and he couldn’t get a good grip on Megatron, thinking for a second that he would be left unnoticed and alone yet again…!

But Ultra Magnus saw Megatron abruptly stop in his movement, catching Ultra Magnus’ servo before it could fall onto the berth.

Slowly, hesitant, Megatron turned around and Ultra Magnus gathered all his power to speak: “Don’t go.”

Megatron’s optics got wider and brighter, but also painful. He didn’t move, but there was a struggle going on inside him, Ultra Magnus could tell from the slight shiver that radiated from his frame. 

“Please stay.” With a quivering voice, he continued: “Don’t leave me alone here again.”

Megatron turned his helm away and closed his optics shut. His shivering grew in intensity.  
  
“I-I can’t- I shouldn’t-” he stammered out, voice equally quivering as Ultra Magnus’ had.

“Until I fall to recharge.” Ultra Magnus tried: “Please, Megatron.”

Megatron stood still for a moment. Then he fully grasped Ultra Magnus’ servo again and sat down again next to him. 

Ultra Magnus felt great relief: “Thank you.” Knowing he wouldn’t have to spend more time isolated again, that Megatron wouldn’t abandon him again, he did what he wanted to do before Megatron got up and tried to move his servo.   
  
Megatron was hesitant to let his strong grip go, but after a few seconds, he let Ultra Magnus move, without letting go entirely. He took the chance to move his servo to Megatron’s faceplates, repeating the same stroking in circles Megatron had done for him on his cheek. 

Megatron responded with a pained expression. 

Ultra Magnus’ desire to embrace him grew stronger and he urged Megatron to lean down. Megatron did, moving his left servo on Ultra Magnus’ cheek and bringing their helms together next to each other.

“I’m sorry.” 

Megatron’s whispered words were full of sorrow and again Ultra Magnus cursed the infusion tube for restricting his movement and preventing him from putting his arm around Megatron’s smaller frame and pulling him close. 

Instead, he used his servo to move Megatron’s helm up so he could kiss him around the lower black scar. He tried to make it as long as possible, stopping only when he felt the strength leave his arm and neck. 

With that most of his strength faded again and he felt his consciousness slipping away from him. Before his exhaustion took over him, he wanted to look into Megatron’s crimson optics. 

Optics that glimmered in the dimmed light of the room from unshed tears. Optics that narrowed from sadness and regret, but glowing with love and longing. 

It was a beautiful view and he regretted nothing more than his vision going dark again. 

\-------------

When Ultra Magnus woke up again, his mind was much clearer than before. More than that. He wasn’t just awake, he _felt_ awake. More energised than he had been in ages. 

Checking his internal stats he saw that his fuel level was almost at 100%. He did feel guilt at this because he knew Optimus and the others were all low on fuel, but he couldn’t fault Megatron for giving him energon now, not when he fainted into his arms. He would have done the same for him. 

Ultra Magnus tried to move and realised with great surprise that Megatron was still there next to him. Still holding his servo. 

It was early daytime and Megatron was sitting next to him, recharging with his helm rested on both of their arms. 

A deep-rooted warmth spread through his frame and he found himself smiling. Megatron could be so adorable. 

Looking to his right side he wondered if he could remove the infusion tube and found that it was already removed. _Oh, Megatron…_

Closing his hands into a fist a few times and stretching his arm to get rid of the stiffness, he pondered. What should he do now?

He and Megatron fought, he punched him in the face and now Megatron was beside him after showing him nothing but care and love. 

Couldn’t Megatron just hate him? That would make his life less difficult. If he even had one left. 

Still, right now, at that moment, he didn’t care. With his right arm free to move as he pleased, he carefully moved to lie on his side and placed his free servo on Megatron’s helm. 

He still wanted to embrace him but resisted the urge since Megatron was recharging and he didn’t want to wake him up. He probably needed a lot of rest as well. 

Caressing Megatron like this put his spark at ease. This felt _right_. Even if he knew it wasn’t. As far as he knew nothing had changed about their situation. Megatron still wanted to defeat the Autobots and Ultra Magnus still didn’t want to choose his side. 

But at this moment...he could almost forget about all that. 

The room. He hated this room so much. How he couldn’t hear or see anything from the world outside of it, how clean and unassuming it was, with things inside that were almost impossible to find anywhere else on Cybertron like crystals and polish. 

But right now he was glad that there was nothing from the outside coming in. To have a phantom feeling of peace around him. To look around him and being able to imagine that nothing was wrong. 

Right now he simply didn’t want to think of all their troubles and struggles, he just wanted to be with Megatron and relive the love they shared all those years ago, without guilt or pain. Love that never died down. 

He loved Megatron as much as he did in the past, for the same reasons. His unrelenting determination, his unwavering confidence in his beliefs and the way he could speak to people. He united people together because he knew how to speak to their sparks, he knew what people wanted and was able to deliver. Not because some objects chose him, but because he fought against the odds, the chains and everything else that ever pulled him down and blocked his path. 

And he never did it just for himself either. He cared for others. He did. 

Where Megatron fell from grace Ultra Magnus would never understand. But he still knew that Megatron didn’t turn into a monster, he didn’t change completely. 

He’d always be the bot Ultra Magnus fell in love with and that was his curse. 

  
Ultra Magnus twitched when he felt Megatron moving under his palm. Slowly he lifted himself and Ultra Magnus removed his servo, sitting up as well. Megatron must have noticed that, as he stopped in his movement to look around himself, confusion written on his face. 

When his optics locked with Ultra Magnus’, he immediately turned his helm away again and tensed up. 

There was a heavy silence between them in which no one moved. Their servos were still entwined. 

Ultra Magnus figured that Megatron wouldn’t break the silence and he was getting annoyed by it rather quickly, so he just asked the thing he wanted to know from the very beginning:

“Megatron, I meant to ask you - Is this your room?” Ultra Magnus’ voice came out louder and clearer than he remembered it ever being.   
  
Megatron turned to look at him again, surprised and maybe even confused by the question: “Huh?” Though the confusion seemed to fade quickly and his expression turned to one of thought. Turning his gaze lower he finally answered: “This...I don’t use this room a lot. I mostly recharge in my office.” Taking a deep invent he continued: “This room is just for moments of stress. When I am too overwhelmed by the war and need to calm down.”

That...made a lot of sense. 

“And was there any specific reason to put me in here?”

Megatron didn’t answer right away. The frown on his face got deeper and sadder, the grip of his servo tighter.

“I’m not sure myself…”  
  
“You said it wasn’t meant to insult me.”

Megatron looked at him again: “Yes.” Signing he rested his forehelm on his free servo: “Maybe to make you forget about the war? Or so I wouldn’t have to associate you with it? Either way, I was stupid to keep you here.”

Helm still on his servo he turned to face him again: “The nothing this room offered had the opposite effect on you.”

“You still brought me back.”  
  
“Only because the med-bay is worse,” Megatron said, sounding less sad. “Too many bots in one place and too much screaming. I am not sure why I hired a medic called Knock Out, I don’t think he’s doing his job right. Trust me, you can’t rest there.”

Ultra Magnus gave him a questioning look: “I see. And your office?”  
  
“Not enough space, doesn't even have a berth. I just recharge in my chair.”

“Even with that stick up your aft?”  
  
“You’re the one with a stick up your aft!” 

There was a beat of silence before both of them burst into laughter. Loud and sincere laughter.

He couldn’t remember the last time he laughed, let alone with Megatron of all people. 

It took a while to die down as well. Probably because both of them knew that once it died down, they would have to confront their reality again, sooner or later. And neither was looking forward to it. 

A new silence went on between them and this time Megatron was the one to speak first: “Magnus, please be honest with me.” Ultra Magnus braced himself for the coming question he could already guess: “How long has it been since you fueled?”

Ultra Magnus had to think about it and he could tell that Megatron wasn’t happy about that fact at all, by how the grip on his servo got tighter. “Ten days, at least.”  
  
Megatron stood up fast enough to make the chair rattle behind him: “ _At least?_ ”

Their servos were no longer entwined and Ultra Magnus felt the loss like a shot in his spark. Looking down at his empty servo he said: “I gave my rations away to those smaller than me.”   
  
“All of them are smaller than you!”

“Yes! I know I can endure more than anyone else.”  
  
That doesn’t mean you should have to!”

Angered Ultra Magnus looked up into Megatron’s optics: “It’s _my_ choice, Megatron! I would do anything for the soldiers under my wing!”

Megatron opened his mouth to say something but closed it again. Ultra Magnus was surprised by that, he expected more yelling. Instead, Megatron visibly tried to calm himself again, taking deep invents with closed optics before he said in a calmer tone: “Magnus, my anger isn’t directed towards you.”  
  
“What?” That was...news to him.   
  
“Listen, you are the Autobots’ military commander, one of their most important figures. And yet the Autobots don’t even have enough resources to support you.” Ultra Magnus wanted to say that that’s Megatron’s fault, but that wouldn’t be the whole truth. Optimus was the one to start the conflict by starting a resistance, making everyone who followed him a target.

While he got to his feet as well, Ultra Magnus said: “Megatron, it is my duty as their commander to make sure they are all safe and well.”

“By starving yourself?” Megatron argued. “Shouldn’t it be the duty of your leader to make sure all his soldiers are well fed?”

“Optimus is-”  
  
“-starving himself too?” Ultra Magnus couldn’t argue with that. Damn it. 

“I saw enough of the Autobots. Low on energon. Desperate. Taking risks and overextending themselves to keep going. How can Prime be a good leader if he cannot manage to feed and care enough for his troops? He’s leading nothing but a suicide mission!”

The frustrating thing about this was that Ultra Magnus thought the same. He knew Optimus and the others were all willing to fight and die for their cause and each other. He just didn’t think the cost was worth it. He didn’t think there would be a winner in this conflict at all. But he couldn’t just tell them all to stop.

“Our sparks and minds are exactly where we want them to be. All of us are willing to fight for our freedom. Optimus gives us hope.”

Megatron narrowed his optics: “Hope alone cannot lead an army.”

“It can raise one.” Ultra Magnus said with an even voice. “Yours was raised the same way.”

Megatron grimaced in anger, growling. “Prime and I are nothing alike! I kept my promises to my soldiers, all the while he cannot even take care of you!”

_You._ A mixture of both love and dread brewed inside of Ultra Magnus. “You are angry at Optimus because he cannot take care of _me?_ ”

  
Megatron faltered for a moment, probably because he only then realised what he had said. If Ultra Magnus didn’t know better, he’d say that Megatron was a little embarrassed. If he was, it was only for a fraction of a moment. “I’m angry because he is an insufficient leader! And he will never be what Cybertron needs!”

“What Cybertron needs is _peace_. And you don’t fight for it, Megatron! You only fight to win!”

“Defeating the Autobots is the only way to bring peace.”

Ultra Magnus didn’t answer that. They had this conversation before. And it always led to the same conclusion. 

He let out a deep sigh. This was tiring and would lead to nothing, he knew that by now. Deep down he always knew. However...there was one thing he wanted to know.

“Megatron. You are always talking about defeating. What would you do if they surrendered? Take them in? Give them all the same rich energon you gave me? Work peacefully with them to restore our planet? Be honest. What are your plans?”  
  
Megatron frowned in thought, gaze shifting to the side.   
  
“I...I want Prime dead.”

A chill crept through Ultra Magnus’ spark. In theory, he knew this already, but to hear Megatron say it was still spark breaking. 

“He defied me. He escalated this conflict. Cybertron lays in ruins because he started this war against me.” Megatron started shaking, his fists clenching hard enough to create scraping sounds. “Cybertron and her people would be prospering if it wasn’t for him. All those mechs I saved from slavery, whose chains I broke with my own hands…! All of them are being doomed back to suffer because of him!”

Ultra Magnus couldn’t help but feel sympathy for the Decepticons. This war caused everyone pain. “And the other Autobots?”

Megatron looked up at him, shouting: “They should perish with him! They are assisting Prime in his worthless fight! If he had no soldiers this conflict would be over already!”

Ultra Magnus could see tears starting to form at the corners of Megatron’s optics as he continued: “Didn’t we fight enough? We got rid of those we rose against…! Prime and his Autobots are ruining the peace we already fought and lost so much for.”

Megatron’s frame was practically rattling at this point, from rage, from frustration, from anything else Ultra Magnus knew he had bottled up for years. 

Resting his servos on Megatron’s shoulders to try to calm him down a bit, Ultra Magnus asked one final question: “And me?”

Megatron gritted his teeth, mouth opening and closing again, clearly not knowing what he should answer. If he even had one. He turned his helm to the ground, still visibly shaking from frustration and saying something under his breath that sounded like _Oh I hate you so much…!_

“I _love_ you!”

Megatron didn’t give him much time to be taken aback by the boldness of the confession by gripping his arms with a worrying force. “And I wish I wouldn’t! I should hate you like the rest! Wish to kill you like the rest! You and your fragging sense of honour annoy me to no end. You didn’t deserve the energon I spent on your frame. I should have just let you die from your stupidity to refuse offered fuel, which you didn’t deserve either! At least then I wouldn’t have to care…!”

One of Megatron’s servos let go of his arm to hit Ultra Magnus’ chest plates, followed by Megatron’s helm landing on them with a hard thunk. 

“But I can’t stop, I just can’t stop to care about you…! Even when you resist my care like the aft you are, I can’t stop it…” 

Ultra Magnus removed his servos from Megatron’s shoulders to instead put them around him and hold him tight. 

Megatron was crying. And Ultra Magnus couldn’t help but feel the same way. 

Megatron would never listen to him. He would never compromise his vision for Cybertron and he would never stop trying to hunt down the Autobots. He would never stop until he ripped out Optimus’ helm and put it on a spike.  
And Ultra Magnus would never join him, would never aid him and he would never betray Optimus and the Autobots.   
  
He and Megatron could never be together again. 

Outside this one room.

Carefully Ultra Magnus tried to get some distance between them so he could lift Megatron’s helm to look at him. His beautiful lover and his mesmerizing crimson optics, shimmering from tears, and his defined lips trembling.

He wanted nothing more but to kiss him, using his digits to push Megatron’s chin higher while leaning down to catch Megatron’s lips with his own. The moment they touched Megatron reached for Ultra Magnus’ helm with both servos to drag him down to deepen the kiss himself. 

It was heated and passionate with a roughness Ultra Magnus knew Megatron enjoyed. Ultra Magnus moved his servos to the small of Megatron’s back and to his neck to pull him closer. Both their frames heated up rapidly and Megatron urged Ultra Magnus backwards towards the berth.

When he felt his legs hit the frame of the berth they both turned around so Ultra Magnus could lift Megatron and throw him onto the soft sheets, climbing right on it after him and immediately locking their lips again. Their vents were working fast and the heat coming from their frames got higher. 

Megatron wrapped his arms around his neck while Ultra Magnus had one servo on his tiny waist and was reaching lower with the other. 

It surprised him how after all these years he still knew Megatron’s body so well. He still knew which seams to caress, which cables to pinch, how rough Megatron liked his neck cables to be bitten, just hard enough to hurt but not more, that he had to kiss and lick the biting marks right afterwards to get the loveliest noises out of him.

And he still knew how to manually open Megatron’s valve panel, though he didn’t do it. Instead, he just rubbed the hot metal, urging Megatron to open it himself.

However, Megatron was hesitant about it. Ultra Magnus let go of Megatron’s waist and pushed himself up on his elbow so he could look down on Megatron, and it was then that he realised that he did forget a few things about his lover. 

When Ultra Magnus pushed himself up, Megatron released the grip on his neck to cover his optics with his forearm and his vents got louder. 

Megatron could be shy.

Ultra Magnus couldn’t help but chuckle to which Megatron groaned in annoyance. “Ugh, shut up.”

“I didn’t say anything.”

“Don’t start.” 

“For you, I won’t.”

Slowly and gentle he tried to pry Megatron’s arm away from his beautiful optics. Megatron was reluctant to let go, but eventually did when Ultra Magnus started showering his helm, cheek and chin with soft kisses and whispered: “Dear, please let me see you fully.”

When Megatron finally let his arm be moved, he was still too shy to look at Ultra Magnus directly, helm and gaze tilted to the side. Ultra Magnus was still enamoured by the pinkish glow of his optics and the flushed expression he had, with a reddish colour tinging the faceplates underneath his optics. A sight he had seen countless times and was certain he would never see again after this. It was pure ecstasy. 

He entwined his digits with Megatron’s in a tight grip and pushed his lover's servo into the soft berth and continued his onslaught of kisses. After a long and deep one on the lips, they were finally having the optical contact Ultra Magnus craved. 

Megatron was slightly panting, face even more flushed than before, and Ultra Magnus saw now that his optics were still wet from tears. 

With a gentle rub on Megatron’s panel, Ultra Magnus practically begged: “Open up for me, please. Let me take care of you.”

Megatron’s optics glowed up even more and his panels retracted instantly. 

Ultra Magnus didn’t waste any time to explore and rediscover Megatron’s valve, sliding his digits around the thick valve lips and gently rubbing the exterior node. 

Megatron reacted with a whole-body shiver and by gripping Ultra Magnus’ shoulder with his free servo, a whimper escaping him.

_Sensitive…_ Ultra Magnus thought but didn’t say out loud. Megatron never liked such comments. Instead, he just caught Megatron’s neck cables with his teeth again, gently biting and kissing in sync with his digits massaging his wet valve, circling the rim with one of them.   
  
Megatron spread his legs wider and rocked his hips upwards, urging Ultra Magnus to hurry up. Everything for him.

  
Slowly he pushed one digit inside the wet heat, relishing in the memories he had of this very act. Still tight, still wonderful, Megatron still making the same soft gasp.

Ultra Magnus circled his digit inside of Megatron’s valve as wide as he could before adding a second, all the while still rubbing the external node at the same time, making Megatron writhe underneath him.

Megatron gasped out his name when he added a third digit, trying to push as many sensors as possible. He remembered one particular cluster that always made Megatron moan out loud and he didn’t disappoint now. Rubbing that spot had Megatron panting even more and his vents getting louder. His grip on Ultra Magnus’ shoulder got tighter and he lifted his legs a little. 

“Ma-Magnus, please-…”

_Oh yes._ Ultra Magnus waited for this word, longing to hear Megatron say it again in exactly that breathy and raspy tone. 

He opened his panel and his until now neglected spike pressurized instantly. Gently he pulled his digits out of the stretched valve and used them to coat his spike with the lubricants. 

He aligned himself, ready to push inside by lifting Megatron’s right leg higher. But he didn’t push, not yet. 

He needed to know for certain that Megatron was ready for it. So he leaned down to kiss Megatron while only touching the valve rim with the tip of his spike. 

“Megatron…” With their lips lightly touching, he waited for the sign to keep going. But again Megatron was hesitant, so Ultra Magnus looked into his optics again. They were closed, but after a moment Megatron opened them and just stared into Ultra Magnus’ own. His grip on both servos got tight for a second before he let out a heavy vent and whispered: “Go on.”

That was all Ultra Magnus needed to hear and with one swift move, he pushed all-in, reaching Megatron’s ceiling node. He knew Megatron could take it all.

He missed this, more than he ever cared to admit. Being inside Megatron and the immense pleasure of his tight valve stretching out for him. That, combined with the long and drawn-out moan that came from Megatron, added to make him feel extremely light-headed and craving _more._

While waiting a few moments for Megatron to adjust and get used to the stretch, he guided Megatron’s leg around his waist so he could use his left servo to hold unto Megatron’s shoulder for leverage. And after that, he pulled out almost completely before slamming back in. 

It felt heavenly, just as good as waking up with his energon reserves being full for the first time in ages. A thing he was now truly grateful for since without it he couldn’t have offered this to Megatron. 

He set a fast and brutal pace, remembering that Megatron liked it that way and allowed himself to close his optics and just enjoy the pleasure, the heat, the sound of their bodies clanging together, of their vents and Megatron’s moans and sighs.

Megatron’s grips on both his shoulder and servo got tighter, too tight at some point. Additionally, Ultra Magnus noticed that Megatron’s intakes got more ragged and chocked off and his moans sounded more like cries. 

Something was wrong and at the same time as Ultra Magnus stopped, Megatron also pushed against his chest plates, almost shouting at Ultra Magnus to stop.

Ultra Magnus felt guilt rising in his tanks. Did he remember Megatron’s preferences wrong? He wanted to pull out, but Megatron grabbed his chest plates and pulled, signalling him to stay. Ultra Magnus obeyed but worried more and more as he waited for Megatron to catch his breath and say something. A thing he, fortunately, did after just a few seconds: “W-wait, Magnus, just wait for a second…”  
  
“Did I hurt you?”   
  
“No,” Ultra Magnus was glad to hear that, “just, wait. It’s been a while since- since I’ve interfaced.” He took some more deep intakes before continuing: “Please, just go a little slower, okay?”   
  
He said the last sentence while reaching for Ultra Magnus’ face and caressing his cheek, a pleading look in his optics. 

“Yes, I can do that.” 

Megatron signed in relief and pulled Ultra Magnus’ helm down to kiss him and wrap his arm around his neck again. 

After they broke their kiss Ultra Magnus asked again: “Ready?”  
  
“Ready.”

Ultra Magnus started to pound into Megatron again, slower and more gentle as promised. It reminded him of their first interface.  
  
He hadn’t remembered Megatron liking it rough and fast wrong, but that was when they were used to it. When they began their relationship, Megatron wasn’t as willing to go rough. Pit, he wasn’t even willing to interface at all. But the closer they got, the more Megatron was willing to trust Ultra Magnus with this, and getting more comfortable and enthusiastic the more Ultra Magnus proved that he could be trusted.

And the fact that Megatron hadn’t interfaced in a long time… Ultra Magnus had neither. He never took another partner after Megatron.

He had never thought about Megatron doing the same, but hearing it might be the case made him feel more passionate and eager to give Megatron what he deserved. 

In his slow thrusts, he made sure to drag it out, circle his hips to make sure all sensors were being stimulated, paying attention to the noises Megatron gave off. If he was being too rough again, he wanted to know it immediately.

Fortunately, Megatron made no more noises of distress, just long moans of delight.

The grip he had around Ultra Magnus’s neck got tighter and his frame started to shiver.   
  
“Magnus, I-I’m close-”   
  
Ultra Magnus took a moment to pay attention to his frame and felt that he too got close to overload. 

He released his hold on Megatron’s shoulder and instead reached underneath Megatron’s frame to hold unto him from there, bringing them closer together. 

Both their vents were on high-speed, their moans and grunts got louder as they both got closer and closer to their climax.

“Megatron,” Ultra Magnus managed to get out but couldn’t continue by the rising amount of pleasure and ecstasy between them until a blissful overload overtook them both at the same time. 

  
After he came down from his most pleasant and welcome high, still panting and shaky, he propped himself up to look at Megatron again. 

Megatron, his beautiful loved one, whose face was flushed but with an expression of pure satisfaction and serenity. 

  
“I love you too.”

\---------------------------------------------------------------------------------------------------------------------------

  
Not long after their interface Megatron fell into recharge. 

  
Before that, there was a comm. call for Megatron and Ultra Magnus couldn’t tell what the context was, he only heard Megatron’s responses.   
  
‘Yes?’, ‘Yes’, ‘No.’, ‘Yes, I want you to do it’, ‘Can’t tell, just proceed as you are told and be patient’.

After he closed the call, Megatron pulled Ultra Magnus close to him, grabbing his arm and placing it on his helm. 

Ah yes, he liked to be caressed there. Ultra Magnus was happy to oblige.

When they both got comfortable in each other's arms, they just stayed like that. Ultra Magnus was caressing Megatron’s helm in slow and gentle strokes and Megatron held his waist tight with both arms. 

“Would it ruin the mood to ask what that call was about?” 

  
Megatron let out a grunt and hit Ultra Magnus’ back with the combined force of a light breeze. “Why are you talking, I was just about to recharge.”   
  
“My apologies.” Ultra Magnus said after letting out a chuckle.

“You will find out what that call was about soon enough.”  
  
“Even if I die here?”   
  
“Especially if you die here.”

Ultra Magnus guessed he could live with that.

A long time after Megatron fell to recharge, Ultra Magnus finally decided to get up and leave. He carefully pried Megatron’s arms and frame away from him and climbed out of the berth. 

Looking down on Megatron’s recharging frame he was highly delighted to see him look so relaxed and calm. He couldn’t remember the last time he did. 

With slow and quiet steps he reached for the mesh sheet Megatron had put under him the night before and laid it across his frame in return. 

After leaning down to give Megatron one last, final kiss on the forehelm, He turned around to leave.

He didn’t need to check if the door was locked and he was sure the door on the end of the hallway wasn’t either.

What he guessed, however, was that behind that door would be dozens of soldiers ready to kill him on sight. 

He closed the door behind him to make sure Megatron wouldn’t wake up from the upcoming sounds and noises of gunshots and fighting.

Ultra Magnus had no idea if he would make it out alive, but his dear lover had given him enough energon to stand a good chance. 

**Author's Note:**

> If you wanna enjoy some Siege MagsMegs art, I got a few posted on my Tumblr @BaeBeyza ~


End file.
